Filed pursuant to Rule 424(b)(5)
Registration Statement Nos. 333-58630 and 333-101720

PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED APRIL 18, 2001)

[FPL LOGO]

FLORIDA POWER & LIGHT COMPANY

FIRST MORTGAGE BONDS,

$400,000,000 4.85% SERIES DUE FEBRUARY 1, 2013

$200,000,000 5.85% SERIES DUE FEBRUARY 1, 2033

---------------------

Florida Power & Light Company will pay interest on the securities of
each series on February 1 and August 1 of each year, beginning February 1, 2003.
Florida Power & Light Company may redeem some or all of the securities of either
series at any time before their maturity date at the redemption prices discussed
under the caption "Certain Terms of the Offered Bonds--Redemption" beginning on
page S-6 of this prospectus supplement.

Florida Power & Light Company does not plan to list the securities of
either series on any securities exchange. The securities of both series are
secured by the lien of Florida Power & Light Company's mortgage and rank equally
with all of Florida Power & Light Company's first mortgage bonds. The lien of
the mortgage is discussed under "Description of the Bonds--Security" beginning
on page 5 of the accompanying prospectus.

SEE "CAUTIONARY STATEMENTS AND RISK FACTORS THAT MAY AFFECT FUTURE
RESULTS" BEGINNING ON PAGE S-3 OF THIS PROSPECTUS SUPPLEMENT TO READ ABOUT
CERTAIN FACTORS YOU SHOULD CONSIDER BEFORE MAKING AN INVESTMENT IN THESE
SECURITIES.

Florida Power & Light Company's principal executive offices are located
at 700 Universe Boulevard, Juno Beach, Florida 33408, telephone number (561)
694-4000, and its mailing address is P.O. Box 14000, Juno Beach, Florida
33408-0420.
---------------------

Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or determined if this
prospectus supplement and the accompanying prospectus are truthful or complete.
Any representation to the contrary is a criminal offense.

---------------------

PER 4.85% FIRST PER 5.85% FIRST
MORTGAGE BOND TOTAL MORTGAGE BOND TOTAL
------------- ----- ------------- -----

Price to Public................................... 100.000% $400,000,000 99.769% $199,538,000
Underwriting Discount............................. 0.650% $ 2,600,000 0.875% $ 1,750,000
Proceeds to Florida Power & Light Company
(before expenses)............................... 99.350% $397,400,000 98.894% $197,788,000

In addition to the Price to Public set forth above, each purchaser will
pay an amount equal to the interest accrued, if any, on these securities from
the date that these securities are originally issued to the date that they are
delivered to that purchaser.

These securities are expected to be delivered to the underwriters in
book-entry only form through The Depository Trust Company and its participants,
on or about December 13, 2002.

---------------------

The following underwriters have agreed to purchase these securities on
a firm commitment basis.

JPMORGAN SALOMON SMITH BARNEY
Banc of America Securities LLC
Wachovia Securities
Banc One Capital Markets, Inc.
Merrill Lynch & Co.
SunTrust Robinson Humphrey
December 10, 2002

TABLE OF CONTENTS

PROSPECTUS SUPPLEMENT

Page
----

Cautionary Statements and Risk Factors that May Affect Future Results............... S-3
Use of Proceeds..................................................................... S-5
Capitalization of FPL............................................................... S-5
Ratio of Earnings to Fixed Charges.................................................. S-6
Certain Terms of the Offered Bonds.................................................. S-6
Underwriting........................................................................ S-9
Legal Opinions...................................................................... S-11

PROSPECTUS

Where You Can Find More Information................................................. 2
Incorporation by Reference.......................................................... 2
Safe Harbor Statement Under the Private Securities Litigation
Reform Act of 1995................................................................ 2
FPL................................................................................. 4
Use of Proceeds..................................................................... 4
Ratio of Earnings to Fixed Charges.................................................. 4
Description of the Bonds............................................................ 4
Plan of Distribution................................................................ 9
Experts............................................................................. 10
Legal Opinions...................................................................... 10

THE ACCOMPANYING PROSPECTUS IS PART OF A REGISTRATION STATEMENT FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION. YOU SHOULD RELY ONLY ON THE INFORMATION
INCORPORATED BY REFERENCE OR PROVIDED IN THIS PROSPECTUS SUPPLEMENT AND IN THE
ACCOMPANYING PROSPECTUS. FLORIDA POWER & LIGHT COMPANY ("FPL") HAS NOT
AUTHORIZED ANYONE ELSE TO PROVIDE YOU WITH DIFFERENT INFORMATION. FPL IS NOT
MAKING AN OFFER OF THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER IS NOT
PERMITTED. YOU SHOULD NOT ASSUME THAT THE INFORMATION IN THIS PROSPECTUS
SUPPLEMENT OR IN THE ACCOMPANYING PROSPECTUS IS ACCURATE AS OF ANY DATE OTHER
THAN THE DATE ON THE FRONT OF THOSE DOCUMENTS, OR THAT THE INFORMATION
INCORPORATED BY REFERENCE IS ACCURATE AS OF ANY DATE OTHER THAN THE DATE OF THE
DOCUMENT INCORPORATED BY REFERENCE.

S-2

CAUTIONARY STATEMENTS AND RISK FACTORS THAT MAY AFFECT FUTURE RESULTS

In connection with the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, FPL is hereby filing cautionary statements
identifying important factors that could cause FPL's actual results to differ
materially from those projected in forward-looking statements (as such term is
defined in the Private Securities Litigation Reform Act of 1995) made by or on
behalf of FPL in this prospectus supplement or in the accompanying prospectus,
in presentations, in response to questions or otherwise. Any statements that
express, or involve discussions as to expectations, beliefs, plans, objectives,
assumptions or future events or performance (often, but not always, through the
use of words or phrases such as "will likely result," "are expected to," "will
continue," "is anticipated," "estimated," "projection," "target," "outlook") are
not statements of historical facts and may be forward-looking. Forward-looking
statements involve estimates, assumptions and uncertainties. Accordingly, any
such statements are qualified in their entirety by reference to, and are
accompanied by, the following important factors (in addition to any assumptions
and other factors referred to specifically in connection with such
forward-looking statements) that could cause FPL's actual results to differ
materially from those contained in forward-looking statements made by or on
behalf of FPL.

Any forward-looking statement speaks only as of the date on which such
statement is made, and FPL undertakes no obligation to update any
forward-looking statement to reflect events or circumstances after the date on
which such statement is made or to reflect the occurrence of unanticipated
events. New factors emerge from time to time and it is not possible for
management to predict all of such factors, nor can it assess the impact of each
such factor on the business or the extent to which any factor, or combination of
factors, may cause actual results to differ materially from those contained in
any forward-looking statement.

The following are some important factors that could have a significant
impact on FPL's operations and financial results, and could cause FPL's actual
results or outcomes to differ materially from those discussed in the
forward-looking statements:

o FPL is subject to changes in laws or regulations, including the Public
Utility Regulatory Policies Act of 1978 and the Public Utility Holding
Company Act of 1935, changing governmental policies and regulatory actions,
including those of the Federal Energy Regulatory Commission, the Florida
Public Service Commission ("FPSC"), and the U.S. Nuclear Regulatory
Commission, with respect to, among other things, allowed rates of return,
industry and rate structure, operation of nuclear power facilities,
operation and construction of plant facilities, operation and construction
of transmission facilities, acquisition, disposal, depreciation and
amortization of assets and facilities, recovery of fuel and purchased power
costs, decommissioning costs, return on common equity and equity ratio
limits, and present or prospective wholesale and retail competition
(including but not limited to retail wheeling and transmission costs). The
FPSC has the authority to disallow recovery of costs that it considers
excessive or imprudently incurred.

o The regulatory process generally restricts FPL's ability to grow earnings
and does not provide any assurance as to achievement of earnings levels.

o FPL is subject to extensive federal, state and local environmental
statutes, rules and regulations relating to air quality, water quality,
waste management, natural resources and health and safety that could, among
other things, restrict or limit the use of certain fuels required for the
production of electricity. There are significant capital, operating and
other costs associated with compliance with these environmental statutes,
rules and regulations, and those costs could be even more significant in
the future.

o FPL operates in a changing market environment influenced by various
legislative and regulatory initiatives regarding deregulation, regulation
or restructuring of the energy industry, including deregulation of the
production and sale of electricity. FPL will need to adapt to these changes
and may face increasing competitive pressure.

S-3

o The operation of power generation facilities involves many risks, including
start up risks, breakdown or failure of equipment, transmission lines,
pipelines, the dependence on a specific fuel source or the impact of
unusual or adverse weather conditions (including natural disasters such as
hurricanes), as well as the risk of performance below expected levels of
output or efficiency. This could result in lost revenues and/or increased
expenses. Insurance, warranties or performance guarantees may not cover any
or all of the lost revenues or increased expenses, including the cost of
replacement power. In addition to these risks, FPL's nuclear units face
certain risks that are unique to the nuclear industry including additional
regulatory actions up to and including shut down of the units stemming from
public safety concerns both at FPL's plants, as well as at the plants of
other nuclear operators.

o FPL's ability to successfully and timely complete its power generation
facilities currently under construction, those projects yet to begin
construction or capital improvements to existing facilities is contingent
upon many variables and subject to substantial risks. Should any such
efforts be unsuccessful, FPL could be subject to additional costs,
termination payments under committed contracts and/or the write off of its
investment in the project or improvement.

o FPL uses derivative instruments, such as swaps, options, futures and
forwards to manage its commodity and financial market risks, and to a
lesser extent, engages in limited trading activities. FPL could recognize
financial losses as a result of volatility in the market values of these
contracts, or if a counterparty fails to perform. In addition, FPL's use of
such instruments could be subject to prudency challenges by the FPSC and if
found imprudent, cost disallowance.

o FPL as well as FPL Group, Inc., which owns all of the common stock of FPL,
rely on access to capital markets as a significant source of liquidity for
capital requirements not satisfied by operating cash flows. The inability
to raise capital on favorable terms, particularly during times of
uncertainty in the capital markets, could impact FPL's ability to grow its
businesses and would likely increase its interest costs.

o FPL is subject to costs and other effects of legal and administrative
proceedings, settlements, investigations and claims; as well as the effect
of new, or changes in, tax rates or policies, rates of inflation or
accounting standards.

o FPL is subject to direct and indirect effects of terrorist threats and
activities. Generation and transmission facilities, in general, have been
identified as potential targets. The effects of terrorist threats and
activities include, among other things, actions or responses to such
actions or threats, the inability to generate, purchase or transmit power,
the risk of a significant slowdown in growth or a decline in the U.S.
economy, delay in economic recovery in the U.S., and the increased cost and
adequacy of security and insurance.

o FPL's ability to obtain insurance, and the cost of and coverage provided by
such insurance, could be affected by national events as well as
company-specific events.

o FPL is subject to employee workforce factors, including loss or retirement
of key executives, availability of qualified personnel, collective
bargaining agreements with union employees or work stoppage.

The issues and associated risks and uncertainties described above are
not the only ones FPL may face. Additional issues may arise or become material
as the energy industry evolves. The risks and uncertainties associated with
these additional issues could impair FPL's businesses in the future.

S-4

USE OF PROCEEDS

The information in this section adds to the information in the "Use of
Proceeds" section on page 4 of the accompanying prospectus. Please read these
two sections together.

The First Mortgage Bonds, 4.85% Series due February 1, 2013, or "4.85%
Bonds," and 5.85% Series due February 1, 2033, or "5.85% Bonds," are referred to
collectively in this prospectus supplement as the "Offered Bonds." FPL will add
the net proceeds from the sale of the Offered Bonds to its general funds and
expects to use its general funds, to repay the commercial paper issued to fund
the redemption of all $225,000,000 principal amount of FPL's First Mortgage
Bonds, 7.30% Series due April 1, 2016, all $124,550,000 principal amount of
FPL's First Mortgage Bonds, 7 3/4% Series due February 1, 2023, and all
$175,000,000 principal amount of its First Mortgage Bonds, 7 5/8% Series due
June 1, 2024. FPL also expects to use its general funds to repay FPL's
short-term borrowings and for other corporate purposes. As of December 9, 2002,
FPL had an aggregate of $984.3 million of commercial paper outstanding
(including the commercial paper issued to fund the redemptions discussed above),
which had maturities of up to 65 days and which had annual interest rates
ranging from 1.35% to 1.47%. FPL will temporarily invest in short-term
instruments any proceeds that are not immediately required for these purposes.

CAPITALIZATION OF FPL

The following table shows FPL's capitalization as of September 30,
2002, and as adjusted. This table is qualified in its entirety by, and should be
considered in conjunction with, the more detailed information incorporated by
reference or provided in this prospectus supplement or in the accompanying
prospectus.

OUTSTANDING
AT ADJUSTED(a)
------------------------
SEPTEMBER 30, 2002 AMOUNT PERCENT
------------------ ------ -------
(UNAUDITED)
(IN MILLIONS)

Common Shareholders' Equity................... $ 5,279 $ 5,279 67%
Long-term debt (excluding current
maturities)................................. $ 2,285 $ 2,360 30%
Preferred stock without sinking
fund requirements........................... $ 226 $ 226 3%
------- ------- ------
Total Capitalization..................... $ 7,790 $ 7,865 100%
======= ======= ======

- ----------
<FN>
(a) To give effect to (i) the issuance of the 4.85% Bonds and the 5.85% Bonds
offered by this prospectus supplement and (ii) the redemption on December 9,
2002 of all $225,000,000 principal amount of FPL's First Mortgage Bonds,
7.30% Series due April 1, 2016, all $124,550,000 principal amount of FPL's
First Mortgage Bonds, 7 3/4% Series due February 1, 2023, and all
$175,000,000 principal amount of FPL's First Mortgage Bonds, 7 5/8% Series
due June 1, 2024. Adjusted amounts do not reflect any possible future
issuance and sale from time to time by FPL of additional securities.
</FN>

S-5

RATIO OF EARNINGS TO FIXED CHARGES

The information in this section adds to the information in the "Ratio
of Earnings to Fixed Charges" section on page 4 of the accompanying prospectus.
Please read these two sections together. For the fiscal year ended December 31,
2001 and for the nine months ended September 30, 2002, FPL's ratio of earnings
to fixed charges were 6.44 and 8.28, respectively.

CERTAIN TERMS OF THE OFFERED BONDS

The information in this section adds to the information in the
"Description of the Bonds" section beginning on page 4 of the accompanying
prospectus. Please read these two sections together.

GENERAL. FPL will issue $400,000,000 aggregate principal amount of
4.85% Bonds and $200,000,000 aggregate principal amount of 5.85% Bonds as new
series of First Mortgage Bonds under the Mortgage (as defined in the
accompanying prospectus). The One Hundred Second Supplemental Indenture, dated
as of December 1, 2002, supplements the Mortgage and establishes the specific
terms of the Offered Bonds. Deutsche Bank Trust Company Americas (formerly known
as Bankers Trust Company) is the Trustee under the Mortgage ("Trustee").

INTEREST AND PAYMENT. FPL will pay interest semi-annually on the 4.85%
Bonds at 4.85% per annum and on the 5.85% Bonds at 5.85% per annum. The 4.85%
Bonds will mature on February 1, 2013, and the 5.85% Bonds will mature on
February 1, 2033. FPL will pay interest on the Offered Bonds on February 1 and
August 1 of each year (each an "Interest Payment Date"). The first Interest
Payment Date will be February 1, 2003. The record date for interest payable on
any Interest Payment Date on a series of Offered Bonds shall be the close of
business (1) on the business day immediately preceding such Interest Payment
Date so long as the Offered Bonds of that series remain in book-entry only form,
or (2) on the 15th calendar day before each Interest Payment Date if the Offered
Bonds of that series do not remain in book-entry only form. See "Book-Entry Only
Issuance--The Depository Trust Company."

Interest on the Offered Bonds will accrue from and including the date
of original issuance to and excluding the first Interest Payment Date. Starting
on the first Interest Payment Date, interest on each Offered Bond will accrue
from and including the last Interest Payment Date to which FPL has paid or duly
provided for the payment of interest on that Offered Bond. No interest will
accrue on an Offered Bond for the day that the Offered Bond matures. The amount
of interest payable for any period will be computed on the basis of a 360-day
year consisting of twelve 30-day months. The amount of interest payable for any
period shorter than a full semi-annual period for which interest is computed
will be computed on the basis of the number of days in the period using 30-day
calendar months.

FPL will pay interest on any overdue principal and (to the extent that
payment of such interest is enforceable under applicable law) on any overdue
installment of interest on the First Mortgage Bonds of all series at the rate of
6% per annum.

ISSUANCE OF ADDITIONAL BONDS. As of December 31, 2001, FPL could issue
under the Mortgage approximately $4.8 billion of additional First Mortgage Bonds
based on unfunded Property Additions (as defined in the accompanying prospectus)
and $5.0 billion of additional First Mortgage Bonds based on retired First
Mortgage Bonds.

DIVIDEND RESTRICTIONS. As of October 31, 2002, no retained earnings
were restricted by provisions of the Mortgage described in the accompanying
prospectus which restrict the amount of retained earnings that FPL can use to
pay cash dividends on its common stock.

REDEMPTION. FPL may redeem any of the Offered Bonds at its option or if
and when required by the Mortgage. FPL may redeem any of the Offered Bonds at
any time or from time to time, on any date prior to their maturity (each a

S-6

"Redemption Date"). FPL will give notice of its intent to redeem Offered Bonds
at least 30 days prior to a Redemption Date. If FPL redeems all or any part of
the Offered Bonds, it will pay a redemption price ("Redemption Price") equal to
the sum of:

(1) 100% of the principal amount of the Offered Bonds being redeemed plus

(2) accrued and unpaid interest thereon, if any, to the Redemption Date
plus

(3) any applicable "make-whole premium."

The Redemption Price for the Offered Bonds will never be less than 100% of the
principal amount of those Offered Bonds plus accrued and unpaid interest on
those Offered Bonds to the Redemption Date.

The amount of the make-whole premium with respect to any Offered Bonds
to be redeemed will be equal to the excess, if any, of:

(1) the sum of the present values, calculated as of the Redemption Date,
of:

(a) each interest payment that, but for such redemption, would have
been payable on the Offered Bonds being redeemed on each Interest
Payment Date occurring after the Redemption Date (excluding any
accrued interest for the period prior to the Redemption Date);
and

(b) the principal amount that, but for such redemption, would have
been payable at the final maturity of the Offered Bonds being
redeemed; over

(2) the principal amount of the Offered Bonds being redeemed.

The present values of interest and principal payments referred to in
clause (1) above will be determined in accordance with generally accepted
principles of financial analysis. Such present values will be calculated by
discounting the amount of each payment of interest or principal from the date
that each such payment would have been payable, but for the redemption, to the
Redemption Date at a discount rate equal to the Treasury Yield (as defined
below) plus 15 basis points for the 4.85% Bonds and 20 basis points for the
5.85% Bonds.

FPL will appoint an independent investment banking institution of
national standing to calculate the make-whole premium; provided that J.P. Morgan
Securities Inc. or Salomon Smith Barney Inc. will make such calculation if (1)
FPL fails to make such appointment at least 30 days prior to the Redemption
Date, or (2) the institution so appointed is unwilling or unable to make such
calculation. If J.P. Morgan Securities Inc. or Salomon Smith Barney Inc. is to
make such calculation but is unwilling or unable to do so, then the Trustee will
appoint an independent investment banking institution of national standing to
make such calculation. In any case, the institution making such calculation is
referred to in this prospectus supplement as an "Independent Investment Banker."

For purposes of determining the make-whole premium, "Treasury Yield"
means a rate of interest per annum equal to the weekly average yield to maturity
of United States Treasury Notes that have a constant maturity that corresponds
to the remaining term to maturity of the Offered Bonds to be redeemed,
calculated to the nearest 1/12th of a year (the "Remaining Term"). The
Independent Investment Banker will determine the Treasury Yield as of the third
business day immediately preceding the applicable Redemption Date.

The Independent Investment Banker will determine the weekly average
yields of United States Treasury Notes by reference to the most recent
statistical release published by the Federal Reserve Bank of New York and
designated "H.15(519) Selected Interest Rates" or any successor release (the
"H.15 Statistical Release"). If the H.15 Statistical Release sets forth a weekly
average yield for United States Treasury Notes having a constant maturity that
is the same as the Remaining Term, then the Treasury Yield will be equal to such
weekly average yield. In all other cases, the Independent Investment Banker will

S-7

calculate the Treasury Yield by interpolation, on a straight-line basis, between
the weekly average yields on the United States Treasury Notes that have a
constant maturity closest to and greater than the Remaining Term and the United
States Treasury Notes that have a constant maturity closest to and less than the
Remaining Term (in each case as set forth in the H.15 Statistical Release). The
Independent Investment Banker will round any weekly average yields so calculated
to the nearest 1/100th of 1%, and will round upward for any figure of 1/200th of
1% or above. If weekly average yields for United States Treasury Notes are not
available in the H.15 Statistical Release or otherwise, then the Independent
Investment Banker will select comparable rates and calculate the Treasury Yield
by reference to those rates.

The Mortgage provides that if FPL at any time elects to redeem only a
part of the 4.85% Bonds or 5.85% Bonds, the Trustee will select the particular
Offered Bonds of that series to be redeemed by proration among registered
holders of that series or, in some cases, by such other method that it deems
proper as provided in the Mortgage. However, if the 4.85% Bonds or 5.85% Bonds
are solely registered in the name of Cede & Co. and traded through DTC, then DTC
will select the Offered Bonds of that series to be redeemed in accordance with
its practices as described below in "Book-Entry Only Issuance--The Depository
Trust Company."

If at the time notice of redemption is given, the redemption moneys are
not on deposit with the Trustee, then the redemption shall be subject to their
receipt before the Redemption Date and such notice shall be of no effect unless
such moneys are received.

Cash deposited under any provisions of the Mortgage (with certain
exceptions) may be applied to the purchase of First Mortgage Bonds of any
series.

BOOK-ENTRY ONLY ISSUANCE--THE DEPOSITORY TRUST COMPANY. The Offered
Bonds will trade through DTC. The Offered Bonds of each series will be
represented by one or more global certificates and registered in the name of
Cede & Co., DTC's nominee.

DTC is a New York clearing corporation and a clearing agency registered
under Section 17A of the Securities Exchange Act of 1934. DTC holds securities
for its participants. DTC also facilitates settlement of securities transactions
among its participants through electronic computerized book-entry changes in the
participants' accounts. This eliminates the need for physical movement of
securities certificates. The participants include securities brokers and
dealers, banks, trust companies, clearing corporations and certain other
corporations. DTC is a wholly-owned subsidiary of The Depository Trust &
Clearing Corporation ("DTCC"). DTCC, in turn, is owned by a number of
participants of DTC, members of other clearing corporations and by the New York
Stock Exchange, Inc., the American Stock Exchange LLC, and the National
Association of Securities Dealers, Inc. Others who maintain a custodial
relationship with a participant can use the DTC system. The rules that apply to
DTC and those using its systems are on file with the Securities and Exchange
Commission.

Purchases of the Offered Bonds within the DTC system must be made
through participants, which will receive a credit for the Offered Bonds on DTC's
records. The beneficial ownership interest of each purchaser will be recorded on
the participants' records. Beneficial owners will not receive written
confirmation from DTC of their purchases, but beneficial owners should receive
written confirmations of the transactions, as well as periodic statements of
their holdings, from the participants through which they purchased Offered
Bonds. Beneficial owners will not receive certificates for their Offered Bonds,
except if use of the book-entry system for the Offered Bonds is discontinued.

To facilitate subsequent transfers, all Offered Bonds deposited by
participants with DTC are registered in the name of DTC's nominee, Cede & Co.
The deposit of the Offered Bonds with DTC and their registration in the name of
Cede & Co. effects no change in beneficial ownership. DTC has no knowledge of
the actual beneficial owners of the Offered Bonds. DTC's records reflect only
the identity of the participants to whose accounts such Offered Bonds are
credited. These participants may or may not be the beneficial owners.
Participants will remain responsible for keeping account of their holdings on
behalf of their customers.

Conveyance of notices and other communications by DTC to participants,
and by participants to beneficial owners, will be governed by arrangements among
them, subject to any statutory or regulatory requirements as may be in effect

S-8

from time to time. Beneficial owners of Offered Bonds may wish to take certain
steps to augment transmission to them of notices of significant events with
respect to the Offered Bonds, such as redemptions, tenders and defaults.

Redemption notices will be sent to Cede & Co., as registered holder of
the Offered Bonds. If less than all of the Offered Bonds of a series are being
redeemed, DTC's practice is to determine by lot the amount of Offered Bonds of
that series of each participant to be redeemed.

Neither DTC nor Cede & Co. will itself consent or vote with respect to
Offered Bonds. Under its usual procedures, DTC would mail an omnibus proxy to
FPL as soon as possible after the record date. The omnibus proxy assigns the
consenting or voting rights of Cede & Co. to those participants to whose
accounts the Offered Bonds are credited on the record date. FPL believes that
these arrangements will enable the beneficial owners to exercise rights
equivalent in substance to the rights that can be directly exercised by a
registered holder of the Offered Bonds.

Payments of redemption proceeds, principal of, and interest on the
Offered Bonds will be made to Cede & Co., or such other nominee as may be
requested by DTC. DTC's practice is to credit participants' accounts on the
relevant payment date in accordance with their respective holdings shown on
DTC's records unless DTC has reason to believe that it will not receive payments
on that payment date. Payments by participants to beneficial owners will be
governed by standing instructions and customary practices. Payments will be the
responsibility of participants and not of DTC, Deutsche Bank Trust Company
Americas or FPL. Payment of redemption proceeds, principal and interest to Cede
& Co. (or such other nominee as may be requested by DTC) is the responsibility
of FPL. Disbursement of payments to participants is the responsibility of DTC,
and disbursement of payments to the beneficial owners is the responsibility of
participants.

Except as provided in this prospectus supplement, a beneficial owner
will not be entitled to receive physical delivery of the Offered Bonds.
Accordingly, each beneficial owner must rely on the procedures of DTC to
exercise any rights under the Offered Bonds.

DTC may discontinue providing its services as securities depository
with respect to the Offered Bonds at any time by giving reasonable notice to
FPL. In the event no successor securities depository is obtained, certificates
for the Offered Bonds will be printed and delivered. FPL may decide to replace
DTC or any successor depositary. Additionally, FPL may decide to discontinue use
of the system of book-entry transfers through DTC (or a successor depositary)
with respect to either series. In that event, certificates for the relevant
Offered Bonds will be printed and delivered.

The information in this section concerning DTC and DTC's book-entry
system has been obtained from sources that FPL believes to be reliable, but FPL
does not take responsibility for the accuracy of this information.

UNDERWRITING

FPL is selling the Offered Bonds to the underwriters named in the table
below pursuant to an underwriting agreement dated the date of this prospectus
supplement. Subject to certain conditions, FPL has agreed to sell to each of the
underwriters, and each of the underwriters has severally agreed to purchase, the
principal amount of Offered Bonds of each series set forth opposite that
underwriter's name in the table below:

S-9

PRINCIPAL AMOUNT PRINCIPAL AMOUNT
UNDERWRITER OF 4.85% BONDS OF 5.85% BONDS
----------- -------------- --------------

J.P. Morgan Securities Inc. ............................... $140,000,000 $70,000,000

Salomon Smith Barney Inc. ................................. 140,000,000 70,000,000

Banc of America Securities LLC ............................ 36,000,000 18,000,000

Wachovia Securities, Inc. ................................. 36,000,000 18,000,000

Banc One Capital Markets, Inc. ............................ 16,000,000 8,000,000

Merrill Lynch, Pierce, Fenner & Smith Incorporated ........ 16,000,000 8,000,000

SunTrust Capital Markets, Inc. ............................ 16,000,000 8,000,000
----------- ----------
Total ...................................... $400,000,000 $200,000,000
============ ============

Under the terms and conditions of the underwriting agreement, the
underwriters must buy all of the Offered Bonds if they buy any of them. The
underwriting agreement provides that the obligations of the underwriters
pursuant thereto are subject to certain conditions. In the event of a default by
an underwriter, the underwriting agreement provides that, in certain
circumstances, the purchase commitment of the non-defaulting underwriters may be
increased or the underwriting agreement may be terminated. The underwriters will
sell the Offered Bonds to the public when and if the underwriters buy the
Offered Bonds from FPL.

FPL will compensate the underwriters by selling the Offered Bonds to
them at a price that is less than the price to the public by the amount of the
"Underwriting Discount" set forth in the table below. The underwriters will sell
Offered Bonds of each series to the public at the respective price to the public
set forth on the cover page of this prospectus supplement and may sell Offered
Bonds of each series to certain dealers at a price that is less than the price
to the public by no more than the amount of the "Initial Dealers' Concession"
set forth in the table below. The underwriters and such dealers may sell Offered
Bonds of each series to certain other dealers at a price that is less than the
price to the public by no more than the amount of the "Reallowed Dealers'
Concession" set forth in the table below.

4.85% BONDS 5.85% BONDS
(EXPRESSED AS A PERCENTAGE (EXPRESSED AS A PERCENTAGE
OF PRINCIPAL AMOUNT) OF PRINCIPAL AMOUNT)
------------------- -------------------

Underwriting Discount.................................. 0.650% 0.875%

Initial Dealers' Concession............................ 0.400% 0.500%

Reallowed Dealers' Concession.......................... 0.250% 0.250%

An underwriter may reject offers for the Offered Bonds. After the
initial public offering of the Offered Bonds of each series, the underwriters
may change the offering price and other selling terms of the Offered Bonds of
such series.

There is no established trading market for the Offered Bonds. The
underwriters have advised FPL that they intend to make a trading market in the
Offered Bonds but are not obligated to do so and may discontinue market-making
at any time without notice. FPL cannot give any assurance as to the maintenance
of the trading market for, or the liquidity of, the Offered Bonds.

S-10

In connection with the offering, J.P. Morgan Securities Inc. and
Salomon Smith Barney Inc. on behalf of the underwriters may purchase and sell
the 4.85% Bonds or 5.85% Bonds, or both, in the open market. These transactions
may include over-allotment, syndicate covering transactions and stabilizing
transactions. Over-allotment includes syndicate sales of Offered Bonds in excess
of the principal amount of Offered Bonds to be purchased by the underwriters in
the offering, which creates a syndicate short position. Syndicate covering
transactions involve purchases of the 4.85% Bonds or 5.85% Bonds, or both, in
the open market after the distribution has been completed in order to cover
syndicate short positions. Stabilizing transactions consist of certain bids or
purchases of Offered Bonds made for the purpose of preventing or retarding a
decline in the market price of the 4.85% Bonds or 5.85% Bonds, or both, while
the offering is in progress.

The underwriters may also impose a penalty bid. Penalty bids permit the
underwriters to reclaim an initial dealers' concession from a syndicate member
when J.P. Morgan Securities Inc. or Salomon Smith Barney Inc., in covering
syndicate short positions or making stabilizing purchases, repurchases the 4.85%
Bonds or 5.85% Bonds originally sold by that syndicate member.

Any of these activities may cause the price of the Offered Bonds to be
higher than the price that otherwise would exist in the open market in the
absence of such transactions. These transactions may be effected in the
over-the-counter market or otherwise and, if commenced, may be discontinued at
any time.

FPL estimates that its expenses in connection with the sale of the
Offered Bonds, other than underwriting discounts, will be $2,700,000. This
estimate includes expenses relating to Florida taxes, printing, rating agency
fees, trustees' fees and legal fees, among other expenses.

J.P. Morgan Securities Inc. ("JPMorgan") will make the securities
available for distribution on the Internet through a proprietary Web site and/or
a third party system operated by Market Axess Inc., an Internet-based
communications technology provider. Market Axess Inc. is providing the system as
a conduit for communications between JPMorgan and its customers and is not a
party to any transaction. Market Axess Inc., a registered broker-dealer, will
receive compensation from JPMorgan based on transactions JPMorgan conducts
through the system. JPMorgan will make the securities available to its customers
through the Internet distributions, whether made through a proprietary or
third-party system, on the same terms as distributions made through other
channels.

FPL has agreed to indemnify the underwriters against, or to contribute
to payments the underwriters may be required to make in respect of, certain
liabilities, including liabilities under the Securities Act of 1933.

Certain of the underwriters or their affiliates may engage from time to
time in various general financings and banking transactions with FPL and its
affiliates.

LEGAL OPINIONS

The information in this section adds to the information in the "Legal
Opinions" section on page 10 of the accompanying prospectus. Please read these
two sections together.

Steel Hector & Davis LLP, Miami, Florida, and Thelen Reid & Priest LLP,
New York, New York, co-counsel to FPL, will pass upon the legality of the
Offered Bonds for FPL. Hunton & Williams, New York, New York, will pass upon the
legality of the Offered Bonds for any underwriter, dealer or agent. Thelen Reid
& Priest LLP may rely as to all matters of Florida law upon the opinion of Steel
Hector & Davis LLP. Steel Hector & Davis LLP may rely as to all matters of New
York law on the opinion of Thelen Reid & Priest LLP.

S-11

PROSPECTUS

$600,000,000

FLORIDA POWER & LIGHT COMPANY

FIRST MORTGAGE BONDS

------------------------------------------------------------

Florida Power & Light Company may offer from time to time up to
$600,000,000 of its first mortgage bonds.

Florida Power & Light Company will provide specific terms of these
securities, including their offering prices, in supplements to this prospectus.
The supplements may also add, update or change information contained in this
prospectus. You should read this prospectus and any supplements carefully before
you invest.

Florida Power & Light Company may offer these securities directly or
through underwriters, agents or dealers. The supplements to this prospectus will
describe the terms of any particular plan of distribution, including any
underwriting arrangements. The "Plan of Distribution" section beginning on page
9 of this prospectus also provides more information on this topic.

Florida Power & Light Company's principal executive office is located
at 700 Universe Boulevard, Juno Beach, Florida 33408, telephone (561) 694-4000,
and its mailing address is P.O. Box 14000, Juno Beach, Florida 33408-0420.

------------------------------------------------------------

NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES
COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS
PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

April 18, 2001

WHERE YOU CAN FIND MORE INFORMATION

Florida Power & Light Company ("FPL") files annual, quarterly and other
reports and other information with the SEC. You can read and copy any
information filed by FPL with the Securities and Exchange Commission ("SEC") at
the SEC's Public Reference Room at 450 Fifth Street, N.W., Washington, D.C.
20549. You can obtain additional information about the Public Reference Room by
calling the SEC at 1-800-SEC-0330.

In addition, the SEC maintains an Internet site (http://www.sec.gov)
that contains reports, proxy and information statements, and other information
regarding issuers that file electronically with the SEC, including FPL. FPL also
maintains an Internet site (http://www.fpl.com).

INCORPORATION BY REFERENCE

The SEC allows FPL to "incorporate by reference" the information that
FPL files with the SEC, which means that FPL may, in this prospectus, disclose
important information to you by referring you to those documents. The
information incorporated by reference is an important part of this prospectus.
Information that FPL files in the future with the SEC will automatically update
and supersede this information. FPL is incorporating by reference the documents
listed below and any future filings FPL makes with the SEC under Section 13(a),
13(c), 14 or 15(d) of the Securities Exchange Act of 1934, until FPL sells all
of these securities:

(1) FPL's Annual Report on Form 10-K for the year ended December 31, 2000,
as amended by Form 10-K/A filed with the SEC on April 9, 2001; and

(2) FPL's Current Reports on Form 8-K filed with the SEC on March 19,
2001, April 2, 2001 and April 10, 2001.

You may request a copy of these documents, at no cost to you, by
writing or calling Robert J. Reger, Jr., Esq., Thelen Reid & Priest LLP, 40 West
57th Street, New York, New York, 10019, (212) 603-2000.

SAFE HARBOR STATEMENT UNDER
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

In connection with the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, FPL is hereby filing cautionary statements
identifying important factors that could cause FPL's actual results to differ
materially from those projected in forward-looking statements (as that term is
defined in the Private Securities Litigation Reform Act of 1995) made by or on
behalf of FPL that are made in this prospectus or any supplement to this
prospectus, in presentations, in response to questions or otherwise. Any
statements that express, or involve discussions as to, expectations, beliefs,
plans, objectives, assumptions or future events or performance (often, but not
always, through the use of words or phrases such as "will likely result", "are
expected to", "will continue", "is anticipated", "estimated", "projection" or
"outlook") are not statements of historical facts and may be forward-looking.
Forward-looking statements involve estimates, assumptions and uncertainties.
Accordingly, any of those statements are qualified in their entirety by
reference to, and are accompanied by, the following important factors that could
cause FPL's actual results to differ materially from those contained in
forward-looking statements made by or on behalf of FPL.

Any forward-looking statement speaks only as of the date on which that
statement is made, and FPL does not undertake any obligation to update any
forward-looking statement to reflect events or circumstances after the date on
which that statement is made or to reflect the occurrence of unanticipated
events. New factors emerge from time to time, and it is not possible for
management to predict all of those factors, nor can it assess the impact of each
of those factors on the business or the extent to which any factor, or
combination of factors, may cause actual results to differ materially from those
contained in any forward-looking statement.

Some important factors that could cause actual results or outcomes to
differ materially from those discussed in the forward-looking statements include
changes in laws or regulations, changing governmental policies and regulatory
actions, including those of the Federal Energy Regulatory Commission, the
Florida Public Service Commission, the Public Utility Regulatory Policies Act of

1978, the Public Utility Holding Company Act of 1935, and the Nuclear Regulatory
Commission, with respect to:

(1) allowed rates of return, including but not limited to return on common
equity and equity ratio limits,

(2) industry and rate structure,

(3) operation of nuclear power facilities,

(4) acquisition, disposal, depreciation and amortization of assets and
facilities,

(5) operation and construction of plant facilities,

(6) recovery of fuel and purchased power costs,

(7) decommissioning costs, and

(8) present or prospective wholesale and retail competition, including but
not limited to retail wheeling and transmission costs.

The business and profitability of FPL are also influenced by economic
and geographic factors including:

(1) political and economic risks,

(2) changes in and compliance with environmental and safety laws and
policies,

(3) weather conditions, including natural disasters such as hurricanes,

(4) population growth rates and demographic patterns,

(5) competition for retail and wholesale customers,

(6) availability, pricing and transportation of fuel and other energy
commodities,

(7) market demand for energy from plants or facilities,

(8) changes in tax rates or policies or in rates of inflation or in
accounting standards,

(9) unanticipated delays or changes in costs for capital projects,

(10) unanticipated changes in operating expenses and capital expenditures,

(11) capital market conditions,

(12) competition for new energy development opportunities, and

(13) legal and administrative proceedings, whether civil, such as
environmental, or criminal, and settlements.

All of these factors are difficult to predict, contain uncertainties
that may materially affect actual results, and are beyond the control of FPL.

FPL

FPL was incorporated under the laws of Florida in 1925 and is engaged
in the generation, transmission, distribution and sale of electric energy. FPL
supplies electric service throughout most of the east and lower west coasts of
the State of Florida, serving a population of approximately 7 million. During
2000, FPL served approximately 3.8 million customer accounts. FPL Group, Inc.
owns all of FPL's common stock.

USE OF PROCEEDS

Unless otherwise set forth in a prospectus supplement, FPL will add the
net proceeds from the sale of these securities to its general funds. FPL uses
its general funds for corporate purposes, including to repay, redeem or purchase
outstanding debt and preferred stock, to repay short-term borrowings and to
finance the acquisition or construction of additional electric facilities. FPL
will temporarily invest any proceeds that it does not need to use immediately in
short-term instruments.

RATIO OF EARNINGS TO FIXED CHARGES

The following table shows FPL's ratio of earnings to fixed charges for
each of its last five fiscal years:

Years Ended December 31,
---------------------------------------------
2000 1999 1998 1997 1996
---- ---- ---- ---- ----
6.02 6.26 5.69 4.95 4.58

DESCRIPTION OF THE BONDS

GENERAL. FPL will issue these securities, in one or more series, under
its Mortgage and Deed of Trust dated as of January 1, 1944, with Bankers Trust
Company, as Trustee, which has been amended and supplemented in the past and
which will be supplemented again by one or more supplemental indentures relating
to these securities. This Mortgage and Deed of Trust, as amended and
supplemented, is referred to in this prospectus as the "Mortgage." These
securities are referred to in this prospectus as the "Bonds." All first mortgage
bonds issued or to be issued under the Mortgage, including the Bonds, are
referred to herein as "First Mortgage Bonds."

This section briefly summarizes some of the provisions of the Mortgage
and uses some terms that are not defined in this prospectus but that are defined
in the Mortgage. This summary is not complete. The Mortgage is on file with the
SEC and is incorporated by reference in this prospectus. You should read the
Mortgage for a complete understanding of the provisions that may be important to
you and for the definitions of some terms used in this summary.

Each series of Bonds may have different terms. FPL will include all of
the following information about a specific series of Bonds in the prospectus
supplement relating to those Bonds:

(1) the designation and series of those Bonds,

(2) the aggregate principal amount of those Bonds,

(3) the offering price of those Bonds,

(4) the date(s) on which those Bonds will mature,

(5) the interest rate(s) for those Bonds, or how the interest rate(s) will
be determined,

(6) the dates on which FPL will pay the interest on those Bonds,

(7) the denominations in which FPL may issue those Bonds, if other than
denominations of $1,000 or multiples of $1,000,

(8) the place where the principal of and interest on those Bonds will be
payable, if other than at Bankers Trust Company in New York City,

(9) the currency or currencies in which payment of the principal of and
interest on those Bonds may be made, if other than United States
dollars,

(10) the terms pursuant to which FPL may redeem any of those Bonds,

(11) whether all or a portion of those Bonds will be in global form, and

(12) any other terms or provisions relating to those Bonds that are not
inconsistent with the provisions of the Mortgage.

FPL will issue the Bonds in fully registered form without coupons,
unless otherwise stated in a prospectus supplement. A holder of Bonds may
exchange those Bonds, without charge, for an equal aggregate principal amount of
Bonds of the same series, having the same issue date and with identical terms
and provisions, unless otherwise stated in a prospectus supplement. A holder of
Bonds may transfer those Bonds without cost to the holder, other than for
applicable stamp taxes or other governmental charges, unless otherwise stated in
a prospectus supplement. FPL may issue all or some of the Bonds in "book-entry"
form, which means that they will be represented by global notes, instead of
certificates. If FPL issues global notes representing any Bonds, then a
depository selected by FPL will keep a record of the beneficial interests in
those global notes and record any transfers of those beneficial interests and
the depository, or its custodian, will hold those global notes. Any additional
requirements as to the form and method of exchange of Bonds will be described in
a prospectus supplement.

SPECIAL PROVISIONS FOR RETIREMENT OF BONDS. If, during any 12 month
period, any governmental body orders FPL to dispose of mortgaged property, or
buys mortgaged property from FPL, and FPL receives $10 million or more from the
sale or disposition, then, in most cases, FPL must use that money to redeem
First Mortgage Bonds. If this occurs, FPL may redeem First Mortgage Bonds of any
series that are redeemable at the redemption prices applicable to those First
Mortgage Bonds. If any Bonds are redeemable, the redemption prices applicable to
those Bonds will be set forth in a prospectus supplement.

SECURITY. The Mortgage secures the Bonds as well as all other First
Mortgage Bonds already issued under the Mortgage and still outstanding. FPL may
issue more First Mortgage Bonds in the future and those First Mortgage Bonds
will also be secured by the Mortgage. The Mortgage constitutes a first mortgage
lien on all of the properties and franchises that FPL owns, except as discussed
below.

The lien of the Mortgage is or may be subject to the following:

(1) leases of minor portions of FPL's property to others for uses that do
not interfere with FPL's business,

(2) leases of certain property that is not used in FPL's electric
business,

(3) Excepted Encumbrances, which include certain tax and real estate
liens, and specified rights, easements, restrictions and other
obligations, and

(4) vendors' liens, purchase money mortgages and liens on property that
already exist at the time FPL acquires that property.

The Mortgage does not create a lien on the following "excepted
property":

(1) cash and securities,

(2) certain equipment, materials or supplies and fuel (including nuclear
fuel unless it is expressly subjected to the lien of the Mortgage),

(3) automobiles and other vehicles,

(4) receivables, contracts, leases and operating agreements,

(5) materials or products, including electric energy, that FPL generates,
produces or purchases for sale or use by FPL, and

(6) timber, minerals, mineral rights and royalties.

The Mortgage will generally also create a lien on property that FPL
acquires after the date of this prospectus, other than "excepted property".
However, if FPL consolidates or merges with, or sells substantially all of its
assets to, another corporation, the lien created by the Mortgage will generally
not cover the property of the successor company, other than the property that it
acquires from FPL and improvements, replacements and additions to that property.

The Mortgage provides that the Trustee has a lien on the mortgaged
property for the payment of its reasonable compensation and expenses and for
indemnity against certain liabilities. This lien takes priority over the lien
securing the Bonds.

ISSUANCE OF ADDITIONAL BONDS. FPL may issue an unlimited amount of
First Mortgage Bonds under the Mortgage so long as it meets the issuance tests
set forth in the Mortgage, which are generally described below. FPL may issue
Bonds from time to time in an amount equal to:

(1) 60% of unfunded Property Additions after adjustments to offset
retirements,

(2) the amount of retired First Mortgage Bonds or Qualified Lien Bonds,
and

(3) the amount of cash that FPL deposits with the Trustee.

Property Additions generally include the following:

(1) plants, lines, pipes, mains, cables, machinery, boilers, transmission
lines, pipe lines, distribution systems, service systems and supply
systems,

(2) nuclear fuel that has been expressly subjected to the lien of the
Mortgage,

(3) railroad cars, barges and other transportation equipment (other than
trucks) for the transportation of fuel, and

(4) other property, real or personal, and improvements, extensions,
additions, renewals or replacements located within the United States
of America or its coastal waters.

FPL may use any property of the type described in (1) through (4) above
as Property Additions whether or not that property is in operation and prior to
obtaining permits or licenses relating to that property. Securities, fuel
(including nuclear fuel unless expressly subjected to the lien of the Mortgage),
automobiles or other vehicles, or property used principally for the production
or gathering of natural gas will not qualify as Property Additions. The Mortgage
contains restrictions on the issuance of First Mortgage Bonds based on Property
Additions that are subject to other liens and upon the increase of the amount of
those liens.

In most cases, FPL may not issue Bonds unless it meets the "net
earnings" test set forth in the Mortgage, which requires, generally, that FPL's
adjusted net earnings (before income taxes) for 12 consecutive months out of the
15 months preceding the issuance must have been either:

(1) at least twice the annual interest requirements on all First Mortgage
Bonds at the time outstanding, including the Bonds that FPL proposes
to issue at the time, and all indebtedness of FPL that ranks prior or
equal to the First Mortgage Bonds, or

(2) at least 10% of the principal amount of all First Mortgage Bonds at
the time outstanding, including the Bonds that FPL proposes to issue
at the time, and all indebtedness of FPL that ranks prior or equal to
the First Mortgage Bonds.

The Mortgage requires FPL to replace obsolete or worn out property and
specifies certain deductions to FPL's adjusted net earnings for property
repairs, retirement, additions and maintenance. With certain exceptions, FPL
does not need to meet the "net earnings" test to issue Bonds if the issuance is
based on retired First Mortgage Bonds or Qualified Lien Bonds.

As of December 31, 2000, FPL could issue under the Mortgage
approximately $4.3 billion of additional First Mortgage Bonds based on unfunded
Property Additions and $5.0 billion of additional First Mortgage Bonds based on
retired First Mortgage Bonds.

RELEASE AND SUBSTITUTION OF PROPERTY. FPL may release property from the
lien of the Mortgage if it does any of the following in an aggregate amount
equal to the fair value of the property to be released:

(1) deposits with the Trustee, cash or, to a limited extent, purchase
money mortgages,

(2) uses unfunded Property Additions acquired by FPL in the last five
years, or

(3) waives its right to issue First Mortgage Bonds

in each case without satisfying any net earnings requirement.

If FPL deposits cash so that it may release property from the lien of
the Mortgage or so that it may issue additional First Mortgage Bonds, it may
withdraw that cash if it uses unfunded Property Additions or waives its right to
issue First Mortgage Bonds without satisfying any net earnings requirement in an
amount equal to the cash that FPL seeks to withdraw.

When property released from the lien of the Mortgage is not Funded
Property, then, if FPL acquires new Property Additions within two years:

(1) Property Additions used for the release of that property will not
(subject to some exceptions) be considered Funded Property, and

(2) any waiver by FPL of its right to issue First Mortgage Bonds, which is
used for the release of that property, will cease to be an effective
waiver and FPL will regain the right to issue those First Mortgage
Bonds.

The Mortgage contains provisions relating to cash proceeds of property
that is not Funded Property that are similar to the provisions relating to
release of that property. The Mortgage contains special provisions relating to
pledged Qualified Lien Bonds and the disposition of money received on those
Qualified Lien Bonds.

FPL does not need a release from the Mortgage in order to use its
nuclear fuel even if that nuclear fuel has been expressly subjected to the lien
and operation of the Mortgage.

DIVIDEND RESTRICTIONS. In some cases, the Mortgage restricts the amount
of retained earnings that FPL can use to pay cash dividends on its common stock.
The restricted amount may change depending on factors set out in the Mortgage.
Other than this restriction on the payment of common stock dividends, the
Mortgage does not restrict FPL's use of retained earnings. As of December 31,
2000, no retained earnings were restricted by these provisions of the Mortgage.

MODIFICATION OF THE MORTGAGE. Generally the rights of all of the
holders of First Mortgage Bonds may be modified with the consent of the holders
of 66-2/3% of the principal amount of all of the outstanding First Mortgage
Bonds. However, if less than all series of First Mortgage Bonds are affected by
a modification, that modification also requires the consent of the holders of
66-2/3% of the principal amount of all of the outstanding First Mortgage Bonds
of each series affected.

FPL has reserved the right to amend the Mortgage without the consent of
the holders of any series of First Mortgage Bonds created after April 30, 1992
(including the Bonds) to permit modification of the Mortgage generally with the
consent of the holders of only a majority of the First Mortgage Bonds affected
by the modification.

In most cases, the following modifications will not be effective
against any holder of First Mortgage Bonds affected by the modification unless
that holder consents:

(1) modification of the terms of payment of principal and interest payable
to that holder,

(2) modification creating an equal or prior lien on the mortgaged property
or depriving that holder of the benefit of the lien of the Mortgage,
and

(3) modification reducing the percentage vote required for modification
(except as described above).

DEFAULT AND NOTICE THEREOF. The following are defaults under the
Mortgage:

(1) failure to pay the principal of any First Mortgage Bond,

(2) failure to pay interest on any First Mortgage Bond for 60 days after
that interest is due,

(3) failure to pay principal of or interest on any Qualified Lien Bond
beyond any applicable grace period for the payment of that principal
or interest,

(4) failure to pay any installments of funds for retirement of First
Mortgage Bonds for 60 days after that installment is due,

(5) certain events in bankruptcy, insolvency or reorganization, and

(6) the expiration of 90 days following notice by the Trustee or the
holders of 15% of the First Mortgage Bonds relating to other covenants
of FPL.

Except in the case of failure to pay principal, interest or any
installment for retirement of First Mortgage Bonds, the Trustee may withhold
notice of default if it believes that withholding the notice is in the interests
of the holders of First Mortgage Bonds.

Holders of 25% of the First Mortgage Bonds may declare the principal
and the interest due on default. A majority of the holders of First Mortgage
Bonds may annul that declaration if the default has been cured. No holder of
First Mortgage Bonds may enforce the lien of the Mortgage unless the following
things have occurred:

(1) the holder has given the Trustee written notice of a default,

(2) the holders of 25% of the First Mortgage Bonds have requested the
Trustee to act and offered it reasonable opportunity to act and
indemnity satisfactory to the Trustee for the costs, expenses and
liabilities that the Trustee may incur by acting, and

(3) the Trustee has failed to act.

Notwithstanding the foregoing, a holder of First Mortgage Bonds has the
right to sue FPL if FPL fails to pay, when due, interest or principal on those
First Mortgage Bonds, unless that holder gives up that right.

The Trustee is not required to risk its funds or incur personal
liability if there is reasonable ground for believing that the repayment is not
reasonably assured. The holders of a majority of the First Mortgage Bonds may
direct the time, method, and place of conducting any proceedings for any remedy
available to the Trustee, or exercising any of the Trustee's powers.

SATISFACTION AND DISCHARGE OF MORTGAGE. The Mortgage may be satisfied
and discharged if and when FPL provides for the payment of all of the First
Mortgage Bonds and all other sums due under the Mortgage.

EVIDENCE TO BE FURNISHED TO THE TRUSTEE. FPL furnishes written
statements of FPL's officers, or persons selected or paid by FPL, annually (and
when certain events occur) to the Trustee to show that FPL is in compliance with
Mortgage provisions and that there are no defaults under the Mortgage. In some
cases, these written statements must be provided by an independent accountant,
appraiser, engineer or counsel.

CONCERNING THE TRUSTEE. In the regular course of business, FPL may
obtain short-term funds from several banks, including Bankers Trust Company.

PLAN OF DISTRIBUTION

FPL may sell the Bonds:

(1) through underwriters or dealers,

(2) through agents, or

(3) directly to one or more purchasers.

THROUGH UNDERWRITERS OR DEALERS. If FPL uses underwriters in the sale
of the Bonds, the underwriters will acquire the Bonds for their own account. The
underwriters may resell the Bonds in one or more transactions, including
negotiated transactions, at a fixed public offering price or at varying prices
determined at the time of the sale. The underwriters may sell the Bonds directly
or through underwriting syndicates represented by managing underwriters. Unless
otherwise set forth in the prospectus supplement relating to Bonds, the
obligations of the underwriters to purchase those Bonds will be subject to
certain conditions, and the underwriters will be obligated to purchase all of
those Bonds if they purchase any of them. If FPL uses a dealer in the sale, FPL
will sell Bonds to the dealer as principal. The dealer may then resell those
Bonds at varying prices determined at the time of resale.

Any initial public offering price and any discounts or concessions
allowed or reallowed or paid to dealers may be changed from time to time.

THROUGH AGENTS. FPL may designate one or more agents to sell Bonds.
Unless otherwise stated in a prospectus supplement, the agents will agree to use
their best efforts to solicit purchases for the period of their appointment.

DIRECTLY. FPL may sell Bonds directly to one or more purchasers. In
this case, no underwriters, dealers or agents would be involved.

GENERAL INFORMATION. A prospectus supplement will state the name of any
underwriter, dealer or agent and the amount of any compensation, underwriting
discounts or concessions paid, allowed or reallowed to them. A prospectus
supplement will also state the proceeds to FPL from the sale of Bonds, any
initial public offering price and other terms of the offering of those Bonds.

FPL may authorize agents, underwriters or dealers to solicit offers by
certain institutions to purchase Bonds from FPL at the public offering price and
on the terms described in the related prospectus supplement pursuant to delayed
delivery contracts providing for payment and delivery on a specified date in the
future.

FPL may have agreements to indemnify agents, underwriters and dealers
against certain civil liabilities, including liabilities under the Securities
Act of 1933.

EXPERTS

The consolidated financial statements incorporated in this prospectus
by reference from FPL's Annual Report on Form 10-K, as amended, have been
audited by Deloitte & Touche LLP, independent auditors, as stated in their
report, which is incorporated herein by reference, and have been so incorporated
in reliance upon the report of such firm given upon their authority as experts
in accounting and auditing.

Legal conclusions and opinions specifically attributed to counsel in
the documents incorporated by reference in this prospectus have been reviewed by
Steel Hector & Davis LLP, West Palm Beach, Florida, counsel to FPL, and are set
forth on the authority of that firm as experts.

LEGAL OPINIONS

Steel Hector & Davis LLP, West Palm Beach, Florida, and Thelen Reid &
Priest LLP, New York, New York, co-counsel to FPL, will pass upon the legality
of the Bonds for FPL. Pillsbury Winthrop LLP, New York, New York, will pass upon
the legality of the Bonds for any underwriter, dealer or agent. Thelen Reid &
Priest LLP and Pillsbury Winthrop LLP may rely as to all matters of Florida law
upon the opinion of Steel Hector & Davis LLP. Steel Hector & Davis LLP may rely
as to all matters of New York law on the opinion of Thelen Reid & Priest LLP.

--------------------------------------

YOU SHOULD RELY ONLY ON THE INFORMATION CONTAINED OR INCORPORATED BY
REFERENCE IN THIS PROSPECTUS OR ANY PROSPECTUS SUPPLEMENT. FPL HAS NOT
AUTHORIZED ANYONE ELSE TO PROVIDE YOU WITH DIFFERENT INFORMATION. FPL IS NOT
MAKING AN OFFER OF THESE BONDS IN ANY JURISDICTION WHERE THE OFFER IS NOT
PERMITTED. YOU SHOULD NOT ASSUME THAT THE INFORMATION IN THIS PROSPECTUS OR ANY
PROSPECTUS SUPPLEMENT IS ACCURATE AS OF ANY DATE OTHER THAN THE DATE ON THE
FRONT OF THOSE DOCUMENTS.

================================================================================

FLORIDA POWER & LIGHT COMPANY

FIRST MORTGAGE BONDS,

$400,000,000 4.85% SERIES DUE FEBRUARY 1, 2013

$200,000,000 5.85% SERIES DUE FEBRUARY 1, 2033

[FPL LOGO]

-----------

PROSPECTUS SUPPLEMENT

DECEMBER 10, 2002

-----------

JPMORGAN SALOMON SMITH BARNEY
BANC OF AMERICA SECURITIES LLC
WACHOVIA SECURITIES
BANC ONE CAPITAL MARKETS, INC.
MERRILL LYNCH & CO.
SUNTRUST ROBINSON HUMPHREY

================================================================================